Dawn and Oz waited in the foyer of the Institution, having been told by a girl with white stripes in her hair that she would go retrieve the Professor.

"So this is how the other half lives, huh?" Dawn speculated as she ran a hand over a sculpture showcased near the front door. It seemed oddly familiar but she couldn't figure out why.

Oz caught her staring and motioned his head towards the artwork. "The birth of Venus, a very popular piece. Simple, yet lacks nothing." Oz opened his mouth to say more but closed it quickly, sniffing the air.

"What is it Oz?" Dawn asked concerned.

The young man paid her no mind as he walked tentatively towards the stairs and turned back again to face Dawn. He shrugged his shoulders.

"It's nothing. I just –" Oz was cut off with a grunt as a small figure tackled him to the ground, snarling. Oz tried pushing his attacker off of him or to least roll over onto his back, but to no avail. With his head shoved against the cold tiled floor, Oz could only see Dawn and the look of frantic inventiveness cross her face.

She grabbed the statue she was just admiring and slammed it hard onto Oz's attacker. He grunted then growled, causing Dawn to yelp in surprise.

"Darlin' I'm the one savin' ya," the man shook his head as he spoke. Pieces of the clay sculpture showered to the floor.

"Saving me from what? You're the one that attacked us." Dawn cried out. Had this guy completely lost it?

"No, I attacked the werewolf. Most people would be grateful and thank me."

"Get off of him!" She screeched at the man.

"Does the fact he's a werewolf mean anything to you lady?" Dawn's reply was never heard as a dog from the top of the stairwell barked and ran down quickly. Its pawns slid out from under it numerous times as it crossed the tiled floor towards the trio. It sniffed at Oz interestingly. He mumbled something but Dawn couldn't make out what it was he was saying. The dog barked happily again before shifting into a young girl, about 13, with dark red hair.

"Mr. Logan, what are you doing on top of Oz?" She asked innocently. The man growled in response.

"Do you know this guy Pup?"

"Sure I do, that's Oz. He's here to see Scott and the Professor."

"Goddess, Logan! What have I told you about attacking visitors?" This voice produced yet another growl from Logan and he reluctantly released Oz, stepping away him. A middle aged woman with shiny white hair stepped out from one of the corridors with an older gentleman rolling beside her in a wheelchair.

"I was just tryin' to protect the lady is all. No need to throw a fit. See if I pull the Good Samaritan act again." He huffed before storming off.

Dawn meanwhile helped Oz to his feet, eyeing the two adults warily.

"Welcome to the Institution. My name is Charles Xavier. This is my assistant Ororo Munroe. The young girl beside you is Rahne Sinclair, one my students, and the man who just left is Logan, one of the teachers here." The gentleman smiled softly as he made the introductions.

Dawn couldn't believe any self-respecting school would keep such a short tempered and violent man around, to teach students to less.

I suppose he's better than a demon as the principal. She thought to herself. It could have been Dawn's imagination, but she could have sworn the man's face shifted into a smirk just then.

You're being paranoid Dawnie. Calm down. Everything will be fine. I'm sure this Scott fellow will be a lot more accepting to what we've got to say. Alex seemed to take after Buffy. Let's hope Scott got the brains in the family, and not the 'kill-now-ask-questions-later' attitude.

Oz extended his hand out to the professor and Ororo, "it's nice to meet you. I'm Oz Osborne and this is Dawn Summers." He glanced around the foyer before speaking again, "is there somewhere a bit more private where we might be able to speak with Scott?"

"Of course. Rahne, could you show these two to the conference room? Rogue is retrieving Scott from his training session so the two should be on their way. Unfortunately, there's an utmost need for my presence in the Medical Wing, so if you two will excuse me." Xavier spun around in his wheel chair and headed down one of the numerous halls before another word was spoken.

Ororo nodded her head towards Dawn and Oz, "I have a class awaiting me. It was a pleasure meeting you both. I hope to see you again." She, herself, made her way to the elevator door Dawn hadn't noticed before and disappeared from sight with a ding.

Rahne waved towards the two, "come on. It's not far." Oz grabbed a hold of Dawn's arm and they followed Rahne through all the twists and bends in the mansion. She was speaking loudly, Dawn noticed, louder than she ought to be in the small hallway. The sound of doors slamming reached her ears and she glanced around. Up ahead, about four doors on either side shut suddenly. Curious, Dawn turned around and noticed about six heads watching her in the door ways they had already walked by. Once they noticed Dawn saw them, they shut the doors again hurriedly.

"Such a friend bunch," she muttered under her breath.

Rahne seemed to know what she was talking about and lowered her voice a bit from the near shouting level she had been speaking at just moments ago, glancing back towards Dawn and Oz. "Sorry, we're not antisocial hermits or anything, at least not the large majority of the students. It's just procedure is all. You see, the students that are at the Institution at this hour are a bit more distinguished than some of the others, the ones who are enrolled at Bayville High."

"You mean cause they're mutants?" Dawn asked without reserve. Rahne stopped suddenly and turned around to face the woman suspiciously.

"Everyone at the Institute is a mutant," she said with a bitter tone. "Some mutations are just less noticeable than others." She looked down at her hands sadly before reaching for a door on the left and opening it. "Here we are. Like the Professor said, Scott and Rogue should be here any minute. I have to run, I've got class and all." Rahne stated as she waved Oz and Dawn into the room and motioned for them to have a seat.

"It was good seeing you again Oz," the young girl ran up to him and hugged him suddenly. Surprised, Oz slowly returned the sentiment. Rahne broke contact and nodded at them both before stepping back out into the hallway and shutting the door behind her.

Dawn settled into one of nearby chairs as she commented at the bunch. "The odd ones you know Oz, why doesn't it surprised me you know mutants?"